EXHIBIT 99.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Feishang Anthracite Resources Limited
飛尚無煙煤資源有限公司
(Incorporated in the British Virgin Islands with limited liability)
(Stock code: 1738)
VOLUNTARY ANNOUNCEMENT
UPDATE ON CONNECTED GUARANTEES
This announcement is made by the board (the “Board”) of directors (the “Directors”) of Feishang Anthracite Resources Limited (the “Company” and together with its subsidiaries, the “Group”) as a voluntary announcement to allow the public to understand the latest information of the Company.
Reference is made to the listing document of the Company dated 31 December 2013 (the “Listing Document”). Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Listing Document.
As disclosed in the Listing Document, Mr. LI Feilie (the Chairman of the Company and the Controlling Shareholder), Feishang Enterprise Group Co., Ltd. (飛尚實業集團有限公司) (“Feishang Enterprise”), Wuhu Port Co., Ltd. (蕪湖港口有限責任公司) (“Wuhu Port”), Wuhu Feishang Industrial Development Co., Ltd. (蕪湖市飛尚實業發展有限公司) (“WFID”) and Guizhou Feishang Energy Co., Ltd. (貴州飛尚能源有限公司) (“Feishang Energy”) (each being an associate of Mr. LI Feilie and therefore, the connected person (as defined in the Listing Rules) of the Company) have guaranteed certain of the Group’s borrowings from banks which are Independent Third Parties (the “Connected Guarantees”).
As further disclosed in the Listing Document, the Company obtained in-principle consents from each of the lending banks, namely China Minsheng Bank, China Merchants Bank, Bank of Communications, Industrial and Commercial Bank of China, China Everbright Bank, Bank of Chongqing and Huachuang Securities to release all of the Connected Guarantees, to be effective upon Listing and the completion of certain administrative procedures of the lending banks, which was expected to be completed approximately three months after the Listing. All Connected Guarantees given by Mr. LI Feilie, Feishang Enterprise, Wuhu Port, WFID and Feishang Energy, respectively in respect of the Group’s loans would then be expected to be replaced by guarantees to be provided by the Company and/or its subsidiaries in favour of the respective lending banks on similar terms within three months after the Listing.
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Due to the tightening of monetary policy in the PRC as a result of slowdown of the PRC economy, the governmental policy in favour of development of new energy and the implementation of coal mine consolidation policy in Guizhou province, the lending banks therefore withheld their in-principle consents and notified the Company that the relevant administrative procedures could not be completed for the time being taking into account the change or implementation of the above policies. Accordingly, the Connected Guarantees could not be released and replaced by guarantees by the Company and/or its subsidiaries in favour of the respective lending banks.
The following table sets forth the details and updates on the financial assistance provided by Mr. LI Feilie and/or companies controlled by him (excluding the Company) to the Group as at the Latest Practicable Date (as set out in the Listing Document) and as at the date of this announcement, respectively:
| Borrower | Lender | Date of loan agreement | Loan amount (RMB) | Current Interest rate | Purpose | Term | Outstanding loan amount as at the Latest Practicable Date (RMB) | Outstanding loan amount as at the date of this announcement (RMB) | Connected person providing guarantee | Security provided by the Company in respect of the financial assistance | Latest update as at the date of this announcement | |||||||||||||||||
| Guizhou Puxin | China Merchants Bank, Guiyang Branch | 29 January 2013 | 20,000,000 | 7.80% (fixed) | General working capital and financing the inter-company purchase of coal | 29 January 2013 – 28 January 2014 | 20,000,000 | – | WFID | Nil | The loan amount and interest were repaid in full on 22 January 2014 | |||||||||||||||||
| Guizhou Puxin | China Merchants Bank, Guiyang Branch | 27 February 2013 (as renewed on 27 February 2014) | 30,000,000 | 7.80% (fixed) | Financing the inter-company purchase of coal | 27 February 2013 – 26 February 2014 (as renewed 27 February 2014 – 26 February 2015) | 30,000,000 | 30,000,000 | WFID | Nil | The loan amount and interest were repaid in full on 26 February 2014 and renewed on 27 February 2014 | |||||||||||||||||
| Guizhou Dayun | China Merchants Bank, Guiyang Branch | 19 December 2011 | 300,000,000 | 8.52% (floating) | Financing the construction of Dayun Coal Mine | 20 December 2011 – 19 December 2017 | 180,000,000 | 180,000,000 | Mr. LI Feilie and Feishang Enterprise | Nil | Receipt of written reply that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Xinsong Coal | China Minsheng Bank, Chongqing Branch | 5 May 2011 | 50,000,000 | 8.00% (floating) | Financing the improvement project of Liujiaba Coal Mine | 5 May 2011 – 5 May 2014 | 45,000,000 | – | WFID | Nil | The last instalment of loan amount and interest were repaid in full on 5 May 2014 | |||||||||||||||||
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| Borrower | Lender | Date
of loan agreement | Loan amount
(RMB) | Current
Interest rate | Purpose | Term | Outstanding
loan amount as at the Latest Practicable Date (RMB) | Outstanding
loan amount as at the date of this announcement (RMB) | Connected
person providing guarantee | Security
provided by the Company in respect of the financial assistance | Latest
update as at the date of this announcement | |||||||||||||||||
| Dayuan Coal | Bank
of Communications, Guizhou Branch | 26 June 2012 | 100,000,000 | 8.00%
(floating) | Ramp-up of Dayuan Coal Mine | 26 June 2012 – 26 June 2015 | 94,700,000 | 92,550,000 | WFID
and Mr. LI Feilie | Nil | Receipt of verbal response that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Guizhou Dayun | Industrial and Commercial Bank of China, Jinsha Branch | 17 December 2012 | 150,000,000 | 7.21% (floating) | Financing the construction of Dayun Coal Mine | 26 December 2012 – 25 December 2018 | 10,000,000 | 90,000,000 | Feishang Enterprise | Nil | Receipt of written reply that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Guizhou Puxin | China Everbright Bank, Guiyang Branch | 4 February 2013 | 20,000,000 | 6.30% (fixed) | Financing the inter-company purchase of coal | 4 February 2013 – 3 February 2014 | 20,000,000 | – | Mr. LI Feilie and Feishang Enterprise | Nil | The loan amount and interest were repaid in full on 23 January 2014 | |||||||||||||||||
| Linjiaao Coal | Bank of Chongqing, Guiyang Branch | 23 August 2011 | 90,000,000 | 6.40% (floating) | Financing the
improvement project of Linjiaao Coal Mine | 24 August 2011 – 23 August 2015 | 82,000,000 | 70,000,000 | WFID and Mr. LI Feilie | Nil | Receipt of verbal response that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Guizhou Puxin | Bank of Chongqing, Guiyang Branch | 29 March 2013 | 50,000,000 | 8.40% (fixed) | General working capital and financing the inter-company purchase of coal | 29 March 2013 – 28 March 2014 | 50,000,000 | – | Feishang Enterprise | Nil | The loan amount and interest were repaid in full on 28 March 2014 | |||||||||||||||||
| Guizhou Puxin | Huachuang Securities through Guizhou Bank, Guiyang Branch | 13 May 2013 | 300,000,000 | 8.00% (fixed) | General working capital, financing the acquisition of mines and the settlement of debts | 14 May 2013 – 13 May 2015 | 300,000,000 | 300,000,000 | Mr. LI Feilie, Feishang Enterprise and Feishang Energy | Nil | Receipt of written reply that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
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| Borrower | Lender | Date of
loan agreement | Loan
amount (RMB) | Current
Interest rate | Purpose | Term | Outstanding
loan amount as at the Latest Practicable Date (RMB) | Outstanding
loan amount as at the date of this announcement (RMB) | Connected
person providing guarantee | Security
provided by the Company in respect of the financial assistance | Latest update
as at the date of this announcement | |||||||||||||||||
| Guizhou Puxin | China Minsheng Bank, Chongqing Branch | 14 August 2013 | 100,000,000 | 6.60%
(floating) | Financing the inter-company purchase of coal | 15 August
2013 – 15 August 2014 | 100,000,000 | 100,000,000 | WFID | Nil | Receipt
of verbal response that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Guizhou Puxin | China Minsheng Bank, Chongqing Branch | 17 October 2013 | 150,000,000 | 6.00% (floating) | General working capital | 17 October 2013 – 17 October 2014 | 150,000,000 | 150,000,000 | WFID | Nil | Receipt of verbal response that the relevant administrative procedures could not be completed for the time being | |||||||||||||||||
| Guizhou Puxin | China Everbright Bank, Guiyang Branch | 20 October 2013 | 30,000,000 | 6.72%
(fixed) | Financing the purchase of coal | 22
October 2013 – 21 April 2014 | 30,000,000 | – | Feishang
Enterprise | Nil | The loan amount and interest were repaid in full on 21 April 2014 | |||||||||||||||||
| Total | 1,390,000,000 | 1,111,700,000 | 1,012,550,000 | |||||||||||||||||||||||||
As at the date of this announcement, save for those loan amounts and interests which had been repaid in full by the Group according to the term of loan agreements as set out in the above table, all the other Connected Guarantees remain continued and constitute financial assistance provided by the connected persons of the Company. The Directors are of the view that the continuation of the Connected Guarantees, being financial assistance for the benefit of the Group, are fair and reasonable, on normal commercial terms and in the interest of the Company and its shareholders as a whole. No security over the Company’s assets is granted to the connected persons in respect of such financial assistance. Accordingly, the continuation of the Connected Guarantees is exempt from compliance with the reporting, announcement and independent shareholders’ approval requirements under Rule 14A.65(4) of the Listing Rules.
As at the date of this announcement, none of lending banks has withdrawn any loan facilities to the Group or has requested the Group to repay any outstanding loans and interest accrued thereon earlier than the maturity dates.
Further announcement(s) will be made by the Company if and when there is any material progress or development on the replacement of the Connected Guarantees by guarantees to be provided by the Company.
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The Board confirms that the contents of this announcement do not contain any false statements, misleading representations or material omissions, and all of the Directors jointly and severally accept responsibility as to the truthfulness, accuracy and completeness of the contents of this announcement.
Shareholders and potential investors are advised to exercise caution when dealing in the shares of the Company.
By order of the Board
FEISHANG ANTHRACITE RESOURCES LIMITED
LI Feilie
Chairman
Hong Kong, 25 June 2014
As at the date of this announcement, the executive directors of the Company are LI Feilie, HAN Weibing, WAN Huojin, TAM Cheuk Ho and WONG Wah On Edward and the independent non-executive directors of the Company are LO Kin Cheung, HUANG Zuye and GU Jianshe.
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